The Strange Rescuer--A Transformers Fan Fiction
by BBPRIMEFAN101
Summary: From witnessing her parents' demises to dealing with horrific memories and nightmares of such events, Lily's been tormented by the horror she's witnessed and the loneliness she's felt, thinking her life would never be the same again. Then along came the Autobots. This is the story of how Lily met them, and gained a new family.
1. New Arrivals

"**New Arrivals—A Transformers Prime Fan Fiction"**

* * *

Chapter 7~

"It's my day for patrol!" Lily exclaimed while spinning on her toes.

"And you're excited about it?" Bulkhead chuckled.

"I've never been on patrol before, so I'm excited. I get to spy out for any Decepticons, plus I get to practice on my hover-board a little more."

"Just be careful, Lily," said Optimus.

She beamed a smile and activated her hover-board. "I will, Father," she said, and she rode out of the base through the secret tunnel.

Optimus faintly smiled as he watched her go. Ever since he became Lily's adopted father, he seemed a little...happier, and he had a feeling Lily was, too.

"I can't believe I'm an uncle, now," Bulkhead grinned. "You, too, Ratchet." Ratchet just shrugged and resumed monitoring the computer.

'_And I am a big brother!_' Bumblebee chirped happily. '_We're all one big family, now!_'

* * *

Lily glided over the Jasper area on her hover-board with her invisibility cloak activated so no humans could see her, checking the terrain for any signs of Decepticon activity. She had seen a few jets up in the sky and stopped to identify them, and was a little disappointed they were military aircraft.

After a while, the patrol began to get boring. "I got excited for this?" Lily joked as she came to a stop. Her hover-board split apart then disappeared beneath her feet as she stretched out her arms and legs. "I guess a quick break couldn't hurt." She hopped up onto a large rock and laid back, letting the warm sun hit her armor. She had adjusted a little easier to the whole human-Autobot switch, but there were some moments she would be upset. But she knew the Autobots would be there for her, her uncles: Bulkhead and Ratchet, her big brother Bumblebee, and her new father: Optimus Prime. It seemed she lost one family, yet gained another.

Lily sat up abruptly at the sound of a ground-bridge opening. At first she thought it was hers, but then she realized the vortex was far stronger, and louder, and it was in the air, not on the ground. She quickly ducked behind the rocks, morphing her arms into her blaster and blade. Keeping low and quiet, she waited for something to come out, and she had her weapons ready for any Decepticons that could come through.

Suddenly, two robots, one blue and one red, leapt out of the bridge and landed on their backs in the dirt, and the bridge closed and then disintegrated into particles. Lily was a bit surprised and cautiously observed the newcomers. The blue one was small and lean, and clearly female. The red one was bulky and large, obviously a male. Plus he had horns on the side of his helm.

"You think Shockwave survived?" asked the femme.

"Hope so. I want a rematch," the male laughed.

The femme stood up then extended her hand out to the male. "Let's find Optimus...partner," she said with a smile, and the male accepted her hand and stood up. Lily blinked and listened. _They're looking for Optimus? They must be Autobots..._

"Rich in resources, huh?" the red one chuckled as he observed the desert. "Hope the rest of the rock isn't like this. Reminds me of the time when I was lost in the Sea of Rust..." he continued to tell his story as he and the femme headed slowly through the desert.

"They're going the wrong way," Lily whispered. She followed them, but her hand knocked over a rock, earning the robots' attention, and she quickly ducked.

They morphed their servos into weapons as well and pointed to where the rock fell. "who's out there?!" called the femme.

"Scrap," Lily whispered. Then she waved her hand in the air. "Don't shoot! I...uh...Are you Autobots?"

"Yes," said the femme.

"Okay, and...You guys are looking for Optimus Prime?" Lily called from where she hid.

"That's right," said the male Autobot.

"I could take you to him...Unless they pinpoint your location first and come here."

"Who are you, kid?" the femme asked.

Lily then took in a deep breath and came out of hiding, jumping over the boulder she hid behind. She made a move to step forward, but the way the newcomers looked at her made her feel uneasy. "Why are you looking at me like that?"

The two Autobots' jaws hit the dirt as they gaped at the Autobot child. "Amira?!"

Lily stared at them then sighed. "You knew her? Well...It's her body, yes. But my name is not Amira."

The femme continued to gawk. "But...But how are you alive?"

"We saw Megatron blow a hole clean through your spark!" exclaimed the male.

"I told you, I'm not Amira. It's her body, but she's not in it!" Lily explained. The newcomers seemed very confused, so Lily had Ratchet open a bridge and told them to come and see.

The ground-bridge portal opened, and Team Prime appeared. Bulkhead, Bumblebee and Optimus Prime stepped through and landed on the desert. "Arcee, Cliffjumper!" Bulkhead exclaimed and went to them, wrapping his arms around them and hugged them.

"B-Bulkhead?" said the femme named Arcee. "You're here, too?!"

"Where you two been all this time?!" the former Wrecker asked with a grin.

"Cybertron," said the Autobot named Cliffjumper, "and then we wind up here, and we run into her." He gestured to Lily who stood close to Optimus's side. "Mind explaining something?"

Optimus approached them. "It's a long story, Cliffjumper. But, this is Lily, our newest recruit to Team Prime...and my adopted daughter." Lily shyly waved. "Now, let us return to base." They all stepped through the ground-bridge and entered the missile silo, where Arcee and Cliffjumper met Ratchet.

"So, what are you doing here on Earth?" Lily asked.

"I had received an important message which was sent across the galaxies, and with the message were coordinates to this planet," explained Arcee. Then she turned to Optimus. "You requested new forces, sir?"

Optimus faintly smiled. "Welcome to Team Prime, Arcee, Cliffjumper."

'_Yay! Now our family is even bigger!_' Bumblebee bleeped happily, and the Autobots laughed.


	2. I Wanna Fight!

"**I Wanna Fight!—A Transformers Prime Fan Fiction"**

**Summary: Despite her excellence in training, Lily is still granted no permission to join the Autobots in a fight. But when they all fall at the hands of Megatron, only one is left to step in and defend them.**

Chapter 8~

The _Nemesis_ glided through the thick storm clouds with ease, not being affected by the powerful winds nor heavy rains. In the main quarters, Megatron and the Decepticons were tracking any Autobot signals, but so far the results turned up empty.

"Not a single trace of them?!" Megatron roared.

"Not since two more signals popped up last week, Lord Megatron," said a Vehicon.

"And neither of those signals belonged to Optimus Prime?!"

"Unfortunately not. And, at this time, we are unable to figure out who the signals did belong to."

"Well, I know who they are," said Megatron's second-in-command, Starscream. "They are no doubt the Autobots Cliffjumper and Arcee."

"You mean, the two captives you failed to keep contained back on Cybertron, during my absence?" Megatron glared.

Starscream stammered, searching for an excuse. "A-A minor accident, my liege." But to the leader of the Decepticons, escaped Autobots were not minor accidents, but major catastrophes. The more Autobots live, the greater the Cons' chances of winning the war dwindle. He growled and narrowed his optics at his First Lieutenant. Starscream cowered a little before continuing, "It would seem Prime is in hiding. Either he is still mourning over the loss of the human child, or he is no longer in the area."

"Well, if there is the chance he and his team are still here," the Warlord sneered, "then I suggest we drive them out of hiding, and into the ground."

* * *

All was quiet in the missile silo that is the Autobot base, for it had been a quiet morning. While Optimus Prime and Ratchet constantly eyed the monitor for any Decepticon activity, Bulkhead and Bumblebee were lobbing in the back, and Arcee and Cliffjumper were conversing with Lily, who was showing off her old stuff.

"So, all this stuff was yours when you were human?" asked Arcee.

"Well, some of it is," the Autobot girl explained. "Some of it is, but some also belonged to my parents. I just grabbed what I could before the rest of my home was demolished."

"Wow, tough break," said Cliffjumper.

Lily laughed. "Yeah, I guess so. But, I'm getting by pretty good. I mean...I still miss them a lot, but I'm glad to have another family around to be there for me, just as I'll be there for them."

"And you said it was Starscream who murdered your mother?" Arcee asked.

Lily seemed to darken a little then. "Yes."

"That fragger. I knew he was his own kind of evil, but I never thought he'd go that far," Cliffjumper shook his helm.

Lily slightly glared. "Well, everyone has their inner monster. And he will pay." Little did she know that Prime had listened to the entire conversation, and he sighed to himself, barely shaking his helm.

"Optimus!" exclaimed Ratchet. "I'm picking up Decepticon activity in the northern Nevada area. I am also picking up Energon readings. They must be at another Energon mine."

"Understood," said Optimus. "Autobots, prepare for departure!" All of Team Prime gathered together and stood at the mouth of the ground-bridge. However, the Prime held a hand out in front of the Autobot child. "All except you, Lily."

She seemed surprised. "What? What do you mean? I can't go?! Why not?! I wanna fight!"

"Although you've done admirably in your training, you are still not entirely ready for real combat," Optimus explained.

"But, Father, I can do it! I think I've learned enough!"

"I understand, Lily, but you still have a bit left to learn."

"But, Father, I—"

"My decision is final, Lily." Lily looked to the others for support, but they kept silent. She groaned with agitation and stomped off to her quarters. Optimus watched her go then looked to Ratchet as he activated the ground-bridge. "Be sure she does not follow."

"Understood," Ratchet gave a nod.

"Autobots, transform, and roll out!" Team Prime transformed into their vehicle modes and drove through the portal from one end to the other; when they reached the end of the tunnel, they landed in front of the mouth of a cave. Once the ground-bridge closed, they transformed back into their biped modes and entered the mine.

* * *

"I don't understand it, Uncle Ratchet!" Lily exclaimed as she angrily paced the floor while Ratchet observed the monitor. "Why won't he let me join the fight?!"

"Optimus has his reasons," Ratchet simply said, not taking his focus off of the monitor. He glanced at a map of the mine and contacted Team Prime. "Optimus, you will head down a long corridor on your left, then take a right and you'll reach the main chamber."

"Understood, Ratchet," Prime replied, then the line went dead.

"I mean, does he not think I'm strong enough to fight?!" Lily asked. " '_You still have a bit left to learn_'. What haven't I learned yet?!"

"Probably to control that temper of yours," Ratchet said.

Lily glared then heaved a big sigh as she sat down on the floor against the wall. "I just want to help..."

Ratchet sighed and turned away from the monitor to face her. "I get it, Lily. You worry. You don't want anything to happen to Optimus and the others. But we've all endured Megatron's tyranny, even way before the human race walked the face of the Earth. But Lily, the reason he doesn't want you getting involved just yet is because he doesn't want you getting hurt."

Lily rolled her eyes. "I'm part of an ancient Cybertronian prophecy. I think I'm already involved. And I've already been hurt enough in my life! Losing my family, my humanity?!"

"Alright, alright, you've proven your point. But another reason is he doesn't want you doing anything rash."

She looked up at him, furrowing her mechanical brows. "What does that mean?"

"What do you think?" said Ratchet. "With Energon being at a critical low, and everyone is on a desperate search for it, Megatron will no doubt be there in case Optimus and the others show up. And if Starscream were to be there as well..." Lily understood, but it didn't make her feel better. "Just know that, whatever decision Optimus makes, he does so because he knows what is best for you. Because he cares."

Lily only sighed and leaned back against the wall.

* * *

Optimus and the other members of Team Prime headed deeper into the mine using the directions Ratchet provided. He signaled his Autobots to stop when the sound of drilling came to his audio preceptors. They all transformed their servos into their weapons and pressed onward, sticking close to the wall until they reached another opening.

Peering over it carefully, Optimus could see another corridor that led to a chamber, a chamber possibly stored with mined Energon. The presence of Energon was confirmed when Optimus noticed the glimmer of deep-bright blue light, and the sound of drilling stopped. "Approach with caution," he ordered. "We do not want our presence known just yet." They all nodded and crept down the cavern towards the storage chamber, keeping their presence at a low, sticking to the shadows, stepping quietly. Once they reached the end of the tunnel, they jumped in and pointed their weapons.

"Freeze!" exclaimed Bulkhead. But everyone then froze in surprise.

"What the...?" said Cliffjumper.

"The entire space is empty," said Arcee. "The only things here are the drills and the stash of Energon."

'_You think they heard us coming and escaped?_' asked Bumblebee.

"Nah. Cons don't run without a fight," said Bulkhead.

"Search the area," Optimus instructed. They spread out and checked the entire chamber to find only themselves inside.

"Ratchet," Arcee said via the COM-link. "Can you reconfirm coordinates? There's no one here but us."

"That can't be right," Ratchet replied. "I am picking up your signals as well as the Decepticons' in that same space. Are you sure you've checked the entire cavern?"

"Affirmative. We've searched behind every rock."

"You really aren't as smart as you look."

The Autobots slightly jumped at the voice and turned their direction up—the one place they didn't think to check. There on the second floor of the cavern were the Decepticon miners, as well as Megatron and Starscream at the front of the line. They quickly pointed their weapons at them before they could make any sudden moves.

"You have all fallen right into my trap," Megatron sneered. Then a few of the Vehicons blasted at the mouth of the cavern, and large boulders fell and sealed it tight. Team Prime was trapped inside the Energon mine with the Decepticons. "Oh, and Optimus, how are you handling the loss of your little comrade?" Optimus only glared, but behind his battle mask there was a faint smirk. Megatron didn't know anything. The Warlord laughed. "No need to worry. She is where she belongs now. And so shall you all. Decepticons, attack!"

At the order, half of the Decepticons jumped down to engage the Autobots while the other half stayed on the second floor, at Starscream's command, and fired their blasters. Team Prime spread out and fought with the Cons on the ground floor and those on the second simultaneously, firing blasters and swinging blades. They would get blasted back after severing a limb off of a Con, then they'd blast at the Cons above and send him falling. And of course, when the number of Decepticons began to drop rapidly, it was time for their leader to take matters into his own hands.

He first went after Arcee, attacking her from behind. Since she was very light and small, he merely needed to swat her aside into the cavern wall. The force of the swat and the impact were enough to daze her, and soon she fell back, not moving a circuit in her body. Then he went after Cliffjumper, since he was on the move to defend Arcee. Megatron fired his blaster at the horned Autobot, sending him flying across the cavern, smashing into a rock and laying limp among the rubble. The Warlord then attacked Bulkhead. The Wrecker missed a few throws of his fist, but when Megatron kicked him back, Bulkhead collided with Bumblebee, and they both slammed against the wall. Megatron sneered a grin, bearing his jagged teeth, and turned his head towards Optimus Prime.

Optimus glared as he morphed his servo into a blade, and Megatron drew out his own; then, they charged toward each other and engaged.

* * *

"Arcee, do you read me?" ratchet asked frantically, but he only heard static. "Bulkhead, respond." No answer from Bulkhead either. "Cliffjumper, Bumblebee, answer me!" He then pulled up their vitals on the monitor and gasped. "Their strength and energy reading have depleted, and continuing to deplete." He then watched Optimus's energy slowly decrease.

"Send me in."

Ratchet looked behind him to see Lily standing up. "No. You heard Optimus's orders. You are to remain here."

"Ratchet, if I don't do something to help, they could all wind up scrapped!"

"I understand that, but Optimus would rather put his own life at risk than yours!"

"If that is his intention, then I'm afraid I'm gonna have to disobey!" She then lunged for the control switch and pulled it down, and the ground bridge opened.

"Lily, wait!" Ratchet exclaimed and grabbed her hand. "I know, you're worried, and you don't want anything to happen to any of them. But—" He then jumped at a rapid beeping on the monitor, and he noticed Optimus's energy readings were at a critical low. "No..." He then looked to Lily, who was glaring at him, and he sighed.

* * *

Optimus was hunched over, hugging his stomach as Energon flowed through his digits, breathing unevenly. Then Megatron gave him an uppercut, and Prime went flying across the cavern, sliding along the ground and crashing into the wall. The Warlord chuckled evilly as he made his way over to the Prime, dragging him out of the rubble and laying him on his back at his feet. He held his blade high in the air and growled. "Oh, it will be sheer joy to terminate you for a second time, Optimus Prime," he jeered. "Now, prepare to join your little pet!"

A ground bridge portal opened, just as he was about to plunge his weapon into Optimus's chest. Megatron growled with agitation. "Oh, what now?!" What came through caused his fiery red optics to widen, and he and the other Decepticons began to back away. "No...it cannot be...!" At the mouth of the bridge was a small, crimson Autobot with pig-tailed appendages on the helm, standing tall with fists clenched tightly, and a glare in the eyes. "A-Amira...?!"

"But how?! How is that little abomination still alive?!" Starscream exclaimed.

The child Autobot jumped out of the bridge as it closed, and made her way slowly towards Megatron. "How are you still functioning?! I...I completely destroyed your spark chamber. You died instantly!"

The child slightly smirked at the sound of fear in Megatron's voice and continued to glare. "That day at the church may have not been my last day on earth...but it certainly was my last day...as a human."

Megatron then realized this child was not who he thought she was. "You...You are that human girl?!" Even Starscream's optics popped out of his head. "How are _you_ still alive?! How did you get that body?! The...The prophecy..."

"Amira was not the foretold warrior in the ancient Cybertronian prophecy," Lily said. "I am."

The Warlord sneered. "Then, in that case, I will just have to destroy you again!" With a roar, he charged directly towards her.

_Okay, Lily, time to put all that you've learned to the test_, Lily thought as she took a stance. Megatron held his blade high in the air and prepared to drop it on her, but she quickly tumbled out of the way. He then quickly turned his body in the direction she went and swung again, however she ducked and kicked him in his thigh, then in his chest, knocking him backwards.

Megatron growled a chuckle as he got to his feet. "Not bad. But you still have much to experience, child."

"So I've been told," Lily said and stood in a stance. Megatron then fired his blaster at her; Lily quickly crossed her arms in front of her, generating the familiar force field. The Warlord growled and yelled angrily and continued firing, but not a single blast struck the girl inside. _I know I can't keep this force field up for long, or else I'll drain my own energy_, she thought to herself. Once Megatron ceased firing, she activated her hover-board and took off into the air.

Megatron laughed. "That's it. Fly! Fly off like the coward you are, you little brat!"

"I'm not the one who coward down the second you saw me," Lily called from above and morphed her servo into a blaster. The Con leader growled and fired continuously at her, but Lily only veered her board out of the way and fired down at him, striking him a few times. She smirked proudly; then she felt a violent, burning pain in her back and she lunged forward, crashing into the upper wall. She heard Starscream laughing, and would've done something to stop him, but she was in a daze and didn't realize she was falling until she hit the ground.

"L-Lily...!" Optimus weakly exclaimed and tried to get up, only to fall again to the ground. Then he spoke to Ratchet through the COM-link. "R-Ratchet...how could you allow Lily to come here...after I ordered y-you to..."

"Optimus, I understand you are not pleased about Lily taking on Megatron alone," the medic replied, "...but I knew she wouldn't allow herself to just stand by and do nothing...and I had begun to think the same thing. And according to her energy readings, she's doing just fine."

"She doesn't appear s-so..." Prime wheezed as he watched Lily wearily get up as Megatron approached her. "And...I am not about to let...a-another child of mine...perish by Megatron's hand..."

Lily gasped and rolled out of the way, quickly getting to her feet and morphing a servo into her blade. Megatron swung his own down and Lily blocked it with hers, and their strengths remained even for a while. There were a few times when Lily would push up and Megatron would step back a little, and there were a few times when he would shove down on her, pressing her own weapon against her neck. _Focus...on what you want...What I want...is Megatron off of me!_ With a yell, Lily shoved upward and Megatron tottered backwards. Taking deep breaths, she glared and slightly hunched forward, hoping for a few seconds' break. However, Megatron wouldn't give her a single second. He charged forward and swung his arm into her side, and she flew across the cavern, crashing into the wall. Once the dust cleared, she slowly got to her feet, ready for another round. Megatron laughed. "Amazing. You can take such a beating and yet continue to get right back up. No wonder you are still alive. Unfortunately"—he pointed his blaster directly at her chest—"that will end, here and now."

Suddenly, he felt something grab onto him and pull him back. While she slowly regained a little strength, Lily watched Optimus use what strength he had left to drag Megatron away from her. "You...You will _not_ take her from me..." Optimus growled.

Megatron threw him off and kicked him back. "Very well then." He pointed his blaster at Optimus's spark. "I'll take _you_ from_ her_!"

"Father, no!" Lily lunged for Megatron and kicked him aside; he fired his blaster, and it missed. She clung to Megatron and swung her fists on his helm and in his face plate.

Then he ripped her from his body and tossed her beside Optimus. Megatron laughed. "_Father!_ Now it makes sense! You two have become family. I guess you were still desperate to have someone to love, Optimus Prime, and I believe the brat was too afraid to be alone. Ohoho, this is just _precious_! However, child, no matter who takes care of you, they will never replace what you've lost, and you know it. You will always be alone!"

"N-No..." Lily croaked as she slowly got to her feet, hunching over. "You are right...no matter who takes care of me...they won't r-replace my mama nor papa...But...you are wrong...about me always being a-alone." She slowly straightened up but kept her head hung low. "Thanks to Optimus and the others, I'll never really be alone. I know I'll never have what I lost again...but I lost those things because of _you_." Lily slightly lifted her head and glared hatefully. "You stupid Decepticons took everything from me...my mama...my papa...my home...my humanity. And thanks to the Autobots...I have a family again." Then she transformed her arms into blasters and aimed them directly at Megatron. "And I'll make this absolutely clear: You will never, ever take my family away from me again!"

Large beams shot from her blasters and struck Megatron, violently knocking him backwards. Though he was down, she continued firing, pressing him against the rock wall. Then she ceased fire and charged for him, swinging her fists and legs into his thick, metallic body. She struck high then low, hitting him too randomly for Megatron to predict. While she fought, the other Autobots were amazed at what they were witnessing. The smallest Autobot known to exist, having only recently endured training, was taking on Megatron alone, and was winning. Laying on the ground, Optimus closed his eyes and sighed with a smile. _That's my girl..._

Then with one final jab in the chest, Lily forced Megatron back into the cavern wall, and boulders came tumbling down on top of him. She stood there trying to catch her breath while she glared at the fallen Decepticon leader.

"You accursed brat!"

Lily looked up and her optics widened a little as she realized the insult came from the Decepticons' First Lieutenant. Then she glared deeply and growled angrily. "You..." she hissed, and transformed her servos into blades.

Optimus knew what was coming and quickly got to his feet, limping towards her and grabbing her shoulders. "Lily, don't!" he exclaimed. With her spark pounding angrily in her audio preceptors, she couldn't hear him, and she tried to break free from his grip, continuing to snarl at Starscream, giving him a look that said '_I will kill you_'. "L-Lily, please!" he knelt down and hugged her. "Enough. You've done enough. Now is not the time for anything rash!"

"Yes, Lily, listen to your new daddy," Starscream teased.

Lily growled menacingly and howled "_SHUT UP!_" Starscream was then silenced and took a few cautious steps back.

"Lily, please. Please," Optimus begged and hugged her tightly. After a while, she eventually calmed down. Then Optimus COM-linked Ratchet to open a bridge. He picked Lily up in his arms and glared from Starscream to Megatron, who had begun to emerge from the rubble. Helping the other Autobots to their feet, they stepped through and landed in their base. Ratchet immediately began to treat them two at a time, starting with Arcee and Bumblebee, then to Bulkhead and Cliffjumper, then Optimus and Lily.

"You all had me worried there," Ratchet said as he patched up their wounds. "The damage sure looked bad, but with a little rest you all will be fine."

"We're just lucky to have made it out alive," said Arcee.

"Thanks to the kid here," Cliffjumper grinned. Lily slightly smiled and chuckled.

"Speaking of," Optimus said as he sat up, resting a hand on Lily's shoulder, "I would like to speak with you alone."

* * *

Later that evening, Optimus opened the ground bridge and he and Lily stepped through it. They appeared at the same cliff side he and Lily had their first talk together when she was human. They both sat near the edge, letting their legs hang over the edge, and they gazed out at the wooded area below them, listening to the wind for a moment. While Optimus admired the view, Lily kept her interest on her feet.

"I know what you want to talk about," Lily said. "My little outburst back there in the mine."

Optimus nodded slightly. "I understand. Your enmity towards Starscream is very great, and you wish to make your mother's death meaningful. But Lily, there is a time and a place for revenge, and only you can figure out when and where is the right time for it. However, revenge will not bring back your mother, nor father. Do you understand?"

"I'm sure no more than you do," Lily grumbled. Then she sighed and apologized for what she said. "But...Megatron killed your daughter, right in front of you. Don't tell me you never wanted to get him back."

Optimus sighed. "If I did tell you such thing, I would be lying. That very moment I held Amira's lifeless body in my arms, I hated Megatron more than I ever thought I could. But I realized revenge was pointless at the time. I knew I could never get her back. So, I let it go."

"Well, in case you haven't noticed, it's kind of hard for me to just 'let go'."

Optimus rubbed her back. "I have noticed, and I know it is difficult for you. But remember what I said before? Whatever you are struggling with, we will help you through it." Optimus tilted her head towards him so they could see eye-to-eye and they exchanged smiles.

Lily then got to her feet and went to hug him. "Thank you...Papa," she whispered. Optimus seemed a bit surprised his called her that, but didn't mind it and wrapped an arm around her. "But you know what I don't get?"

"What?"

"How could we just leave a mine filled with Energon to the Decepticons?!"

Optimus laughed. "Well, then, why don't we go and fix that?"

* * *

**up next: "Broken"  
**


	3. Broken, 1

"**Broken—A Transformers Prime Fan Fiction"**

**Summary: The day Lily's been waiting for arrives as she faces up against her mother's murderer.**

* * *

Chapter 9~

Lily laid in her berth curled up tightly, pressing her knees against her chest plate. Faint, shuddered breaths slipped in and out of her air tanks, rattling her body. Her optics were squeezed shut, and her digits were curled inward to tight fists. Soft whimpers filled the room, yet they didn't pass the threshold and echo through the halls of the Autobot base. However, strange whispers echoed in her mind, and there were flashing images before her closed eyes. The voices grew louder and deeper, and the images became more detailed until they were almost life-like. But she had seen these images before.

Not long after, she could take no more, sat up quickly and let out a fearful yell. Her optics slowly adjusted to the darkness of her private quarters as her spark pounded in its chamber. She felt the familiar churning in her gut, and gallons of air entered and exited her air tanks. It took her a short while to figure out what had just happened, and once she did, tears threatened to pour from her widened eyes.

In the darkness of her room, she felt she was in a confined space. She needed to get out. Using the light of her optics to find the door, she shakily crept into the hall, tiptoeing passed the other Autobots. The last one she passed was her adopted father, Optimus Prime. Peeking into his quarters, he appeared to still be in recharge like the others, then she continued down the hall until she entered the center of the base. Activating the ground-bridge, not caring if the roar of the portal would stir the others from their sleep, she quickly ran through it. What she didn't know was that, in fact, Prime had been stirred from recharge by the sound of the bridge activating. However, he did nothing about it. This was the third time she had snuck out of the base in the middle of the night, but he didn't worry so much because she always came back on her own. But he was worried of why she was sneaking out, although he had a few ideas.

Outside, Lily stepped through the other end of the ground-bridge and landed at the familiar cliff edge. She stood there, wanting to gaze out at the forest topped with white moonlight and listen to the sound of the wildlife, but instead her eyes were fixed on the chunky, dirt-coated ground. Then, slowly bending her knees, she had herself sit down and hugged her legs tightly. The whimpering returned as her tiny Autobot body trembled. _They...They're back..._she cried. _Why are they coming back?! Why?! Why can't I be free of them?!_

As fresh tears began to flow from her frantic eyes, something dawned on her. _It's him._ She deeply furrowed her optic ridges, her deep-bright blue optics narrowed, and she dug her digits into her shin plating. _It's because of him I can't be free...Because I know who did it...They've come back to complete the puzzle, fill in the missing piece. Now, instead of seeing a demon...I see HIM._ She felt a fiery crackle in her spark and a wave of heat washed over her. Slowly, she reached under the plating of her right forearm and pulled out a photo. Her lip quivered at the sight of a familiar female, yet glared at the happy baby girl in the female's lap. Lily had forgotten why she was so happy then, even though she couldn't remember that far back. Why was she smiling? Because the woman whose lap she wriggled in was still alive? Growling a whimper, she shoved the picture back under the plating and hung her head in her lap.

She stayed by that cliff edge for another hour or so until she decided it was time to head back to base before a search party was sent after her. Activating her hover-board, she cruised along the curved canyons and mountainsides until she had arrived at base. She deactivated her board about halfway through the secret tunnel and crept inside. She was about to successfully enter her private quarters when—

"Lily?"

She jumped and turned around to see Optimus, half of his body in the hall and the other half still in his quarters. "U-Uh...y-yes, Father?" she asked quietly. She knew what he wanted to talk about. He had that worried look in his eyes.

"Is everything alright?" he asked as he stepped completely into the hall and knelt down to her height.

"What do you mean?"

"This is the third time I've heard you sneak out of headquarters, and I cannot help but think something is troubling you. Am I correct?"

Lily knew there was no point in lying to Optimus, even if she could. She sighed and turned her body halfway from him. "Nothing for you to worry about."

Optimus faintly smiled. "Lily, all I ever do is worry. Especially about you. You are my daughter, after all."

"I know. You don't want anything to happen to me. But, you don't have to worry. T-This is something I can handle on my own. Goodnight." She then quickly headed towards her quarters but stopped at the threshold, cautiously peering in, trying to find her berth hidden in the darkness.

It was then Optimus understood. He stood up. "They've come back, haven't they?" Lily slowly turned towards him and tried to look at him as if she had no idea what he was talking about, but Prime didn't buy it. "Your nightmares." He could see tears appearing in her eyes as her gaze lowered. He sighed; he had also hoped the nightmares were gone for good, and knowing they had returned, his worry for his surrogate daughter only increased. He never had to deal with bad dreams with Amira. "If you'd like, you could come and lay with me."

Lily wanted to accept, but she remained where she was. Swallowing hard, she turned away. "No, thanks. Goodnight, Father." Then she disappeared into the darkness of her quarters, and Optimus sighed as he returned to his. Once she found her berth, she wearily climbed onto it and laid down, slowly closing her eyes.

"_Broken."_

Lily opened her eyes again and sat up with a start, morphing her servo into her blaster and pointing it in random directions. But she found no one there.

* * *

"Lord Megatron, praise the All-Spark that you are still functioning!" Starscream exclaimed as he entered med bay, where Soundwave was patching up the Decepticon leader.

"Spare me your _praise_, Starscream," Megatron growled. "I should have _mutilated_ that pathetic Amira's body when I had the chance!"

"Indeed, my liege, then this prophecy never would have been fulfilled! And it stuns me as well, that that little human insect, for such a small, weak being, is still alive after the incident at the church."

"Well, that being isn't so small and weak now, is she?! Since Optimus Prime allowed her to survive by giving her his fallen daughter's newly repaired body!"

"Which raises the question: how did it get so repaired?" Starscream asked. "Not even the medic Ratchet is skilled enough to patch up that kind of wound."

"It is because Optimus didn't go to Ratchet," Megatron replied. "He went to Alpha Trion, possibly originally to try and recharge her spark, but seeing that was beyond impossibility, he had him repair her body to perfect condition. Since then, he's toted around nothing more than an empty shell."

"And now that shell is filled once more," Starscream said, "with a human child's mind. I must say, that's never happened before in all of Cybertronian history."

"Of course, it hasn't! Why do you think the prophecy revolves around that girl?! I had only discovered back on Cybertron, Amira was not the new breed of warrior foretold by the Ancients. So if not her, then who? Scanning through millions of files and information, I realized the foretold warrior would not originate from Cybertron, but from a distant, blue planet heavily inhabited...called _Earth_. Using the satellites in orbit, I tracked the one in which the prophecy speaks of. I never expected a human sparkling. The Autobots had discovered the same thing I did and made haste, rocketing off toward that planet to defend it from us."

"However, they arrived too late. We used our space-bridge technology to get us to that planet first, where I tracked down the human family and done away with what I could," Starscream sneered proudly.

Megatron stepped down from the berth once Soundwave had finished, who also pulled up the surveillance footage of the events in the human home over 5 years ago. The Warlord chuckled as he watched the whole thing through. "Now I understand why the child despises you to The Pit. After discovering you 'did away' with her mother, she no doubt wants to return the favor. However, if she were to discover that I never gave you that order to kill her mother..."

* * *

Everyone was worried about Lily now. They noticed day after day she looked more and more exhausted, and she was more jumpy. Ratchet offered to run diagnostics, but Lily instantly replied, informing him she wasn't sick, just having a rough time sleeping. She didn't tell anyone about the voice, nor what it said. She tried to convince them all she was fine, but much like last night with Optimus, they weren't buying it.

"Kid, you ain't looking too good," Cliffjumper said.

"I feel fine," Lily grumbled, trying to ignore the Autobots crowded in her room.

"Lily, we're all worried about you," said Bulkhead.

"Well, don't," she told him. "You don't need to worry."

"Well, we do need to," said Ratchet. "Aside from Arcee and Cliffjumper, we've seen that look of yours before. You are keeping something from us. And if you know what's good for you—"

"What?! What are you gonna do to me?!" Lily asked sharply.

Everyone took a step back, slightly cowering under her vicious glare, except for Optimus of course. Ratchet sighed and shook his helm. "I don't intend to do anything to you, Lily. What I meant was, if you continue to keep things from us that are important, that we can help you with, then you'll wind up hurting yourself and others." Lily couldn't deny the fact that Ratchet had a point, especially after what happened before. She glanced at her Autobot family; all but one was clueless to what was bothering her.

However, she was still not in the mood to talk about it. "I'm okay right now. Don't worry about me so much."

"_Broken."_

Lily fought a gasp as her optics slightly widened. Looking from one Autobot to another, she appeared confused and frightened. _How...?It's not..._

'_Lily?'_ Bumblebee asked. '_Is something wrong?_'

Lily suddenly became frustrated and turned away from all of them. "I'm fine! Now, please, would you all just leave me _alone_?!"

The other Autobots looked to their leader, who gave them a nod and led them out of Lily's quarters. Prime glanced over his shoulder pad at her, sighed to himself and followed them out.

* * *

**part 2 will be coming very soon :) Please R&amp;R  
**


	4. Broken, 2

"**Broken—A Transformers Prime Fan Fiction"**

**Summary: The day Lily has been waiting for finally arrives as she goes up against her mother's murderer.**

* * *

Chapter 9, part 2~

The Autobots' worry grew. Day by day, fight after fight against the Decepticons, Lily was ruthless, cutting off limbs, even heads. She was also jumpy and easily exhausted. She hardly ate or slept, and from lack of nourishment her systems would begin to shut down, and a few times Ratchet had to refuel her through an IV. She ignored everyone's suggestions to power down for a while and continued to fight; and the others discovered at the end of every incursion, she was disappointed and angry.

The next day, the Autobots received a Decepticon signal in another Energon mine. Lily was surprisingly eager to get there. The others were still worried; she appeared like she hadn't recharged for days, and she looked sick. However, she brushed off their worries and assured them she was alright and that she was perfectly capable of fighting, and Optimus reluctantly allowed her to. Ratchet activated the ground-bridge and watched the other members of Team Prime head through the portal, where they landed in front of the mine entrance.

"Exercise extreme caution," Optimus told his Autobots, and they slowly entered the mine, transforming their servos into weapons. They followed the deep caverns, listening for the sound of deep drilling. Optimus could not help exchanging glances from his surroundings to Lily, back to the cave walls, then back to Lily. She just walked with her weapons by her side, keeping her head hung low and remaining silent. She had been uneasy and unpredictable for days, and he had a few guesses why. He tried resting a comforting hand on her shoulder pad but she instantly brushed it off and quickened her pace. Prime sighed to himself and let his hand drop to his side.

Only a moment later, Lily, who had gotten in front of the others, stopped in her tracks. "Why'd you stop?" asked Bulkhead.

Lily then turned to a large boulder embedded into the cave wall. She approached and pressed her hand against it, closing her eyes and keeping still. Optimus then understood what she was doing. She was listening. "If we keep going straight, we'll hit a dead-end, and the Decepticons will get away with the spoils."

"How do you know?" Arcee asked.

"Because the sound of tunneling is coming from behind here." Lily backed up from the large boulder, telling the others to stand back. Then she ran toward the rock; letting out a grunt, she rammed her fist dead center. Within seconds, the boulder shattered to smaller rocks and rubble, revealing another tunnel behind it.

While other Autobots were dumbstruck and showed it on their faces, Optimus was rather impressed how his keen hearing didn't pick up the sound of drilling in the walls and Lily's did. "Excellent work, Lily," he said; then he made his way in front of her. "However, I will take the lead from here." The others followed behind while Lily stood there glaring, then she caught up.

The sound of drilling was louder down this secret path, as Lily stated, and they heard the sound of Decepticons conversing. Following the sounds, they took a right down the first corridor—where they met with Cons carving away at Energon shards. "Autobots!" one Decepticon shouted and they all aimed their weapons at one another, firing and blasting. While Optimus, Arcee and Bumblebee remained still and fired, Lily and Bulkhead charged forward, having their blade and wrecking ball ready. Letting out grunts and yells they began swinging, bashing, slicing and dicing away at the Decepticons. Lily dismantled limbs, Bulkhead crushed them. Getting tired of her weapon, Lily returned it to her arm and began using her fists, jabbing them into her opponent until they were dented from head to toe, not stopping until their red visors faded. "You'd make a good Wrecker," Bulkhead had told her.

Once the hall had cleared, they continued onward; however one of the Decepticons had sounded an alarm, alerting the others that the Autobots were in the mine; as Team Prime headed further down the cavern, more Cons arrived and blocked their way, and they fought once more, firing blasters and swinging blades, engaging and terminating. But of course, the ones being terminated were the Decepticons.

One struck Lily in her shoulder, the shoulder that had been wounded previously during her training with Bumblebee. Out of nowhere her temper flared, and she lost it. Charging for that one Decepticon, she completely tore him apart, yelling furiously, jamming her blade and blowing holes repeatedly into his shattered body. When it was over, she knelt there beside the broken Con, breathing heavily, trying to gain control of herself. Even if she knew the other members of Team Prime had witnessed such a brawl and had shocked expressions, except for Prime, on their face plates, she would not have cared.

Lily then felt intense pressure and a burning sensation in her back, and she was sent flying towards the others, crashing at their feet. Someone had shot her from behind. Optimus helped her stand up and they all looked further down the tunnel to see a pair of glowing red optics appear in the darkness. Heavy footsteps shook the walls, causing pebbles and dust to fall until out of the shadows emerged the Warlord himself, Megatron.

"My, Optimus," he said, looking to the smallest Autobot in his foe's arms, "I had never expected such a small thing to have so much rage. And yet, I know the reason why." His second-in-command then appeared be his side. Megatron chuckled as he watched Lily's face scrunch up with anger and heard her growl. He noticed Optimus's hold on her tightened.

"Lily, maintain," Prime ordered in a low tone, keeping her close to him. All he was worried about was this kind of situation: Lily and Starscream in the same room. He knew if Lily were to get any closer, things would fall apart very quickly.

"Yes, Lily, be a good little bot and do as your told," Starscream mocked and began to laugh.

"_SHUT UP!_" Lily roared and began to tug away from Optimus, who was beginning to lose his grip.

Optimus glared at the Decepticons in front of him; something was up. If they wanted to fight, they would have by now. "Why are you here, Megatron, if not only to pillage this mine?"

"Isn't it obvious, Optimus? I'm here to see the two of them try and kill each other." Megatron pointed his finger from Starscream to Lily, and he laughed as he watched Optimus's optics widen.

"No fight shall take place here, Megatron," Optimus then said, glaring.

"I believe that is not up to you to decide, Optimus Prime." Megatron focused on Lily and sneered.

"Indeed it is! She is my daughter, and I will decide what is best for her!"

"Is that so? In that case, you decided Amira's death was best for her? After all you just knelt there as I blew her spark to smithereens."

Lily could feel the sadness in Optimus's spark at Megatron's words, and her anger only boiled. "You shut up about that, Mega-twerp!" she shouted.

"Enough," said Optimus. "We are done here. Ratchet, we need a bridge." In a matter of seconds a ground-bridge appeared, and the Autobots made their way towards it.

Starscream chuckled. "That's it, go on. Go on home, don't even bother to fight, like the cowards you are. Much like your mother, Lily." Lily stopped dead in her tracks while the others continued on, and when they realized she wasn't with them, they stopped, too. She began growling at every word Starscream said, her energy levels rapidly increasing as she balled her hands into fists. Her body practically shook with built up rage. "Oh, yes. She sobbed and begged and wriggled in my hands, pleading with me to let her live. Yet, she failed to cooperate. I never knew human blood running down my arm felt so...intriguing. It's a bit thinner than Energon, yet much warmer. And the look of fear in her wet eyes as my claw dug and slashed through flesh and bone. I am sure you could hear it from where you hid. But tell me, Lily...did I look appealing soaked in your weak mother's blood?"

"_FUCK YOU!_" Lily suddenly turned around and fired a long blast at Starscream; she hit him and it pinned him to the wall, yet when the shot faded he remained standing. Completely enraged, the fuming Autobot child yelled as she sped towards him.

"We have to do something!" Arcee exclaimed and made a move forward, but Optimus stopped her.

"No," he said. "This is between the two of them. We must not get involved."

The Autobots were baffled at this order. "Really? You, out of all of us, do not want to try and stop this?" said Cliffjumper.

"Aren't you worried for Lily's safety?" asked Bulkhead.

"Of course, I am, Bulkhead," Optimus replied. "But it is clear Lily needs to do some ventilation. And...there is a lesson that needs to be learned."

"_And learning that lesson is worth the life of your daughter?!"_ Bumblebee buzzed. Optimus only sighed and watched the fight.

"Optimus," said Ratchet through the COM-link. "I am awaiting your arrival."

"You may close the bridge, Ratchet, until further notice. Apparently, we are not finished here," Prime replied, and the bridge closed.

Lily roared as she swung her blade, yet Starscream merely took a step back, avoiding the blow. His smirk only enraged her further, she wanted to break that smile, and everything else in his body. He had to pay for what he had done. But why couldn't she make a single scratch on him?!

"My, what a ravenous thing you are, Lily," Starscream said tauntingly. "I must admit, you do have potential, but that little temper of yours does pose a problem. You could hurt someone."

"I hope that someone to be _YOU!_" Lily shouted as she swung, missing again. Starscream swung his claw, slashing at her chest, then kneeing her in the stomach and kicking her back. But Lily was quick to her feet and lunged forward, roaring. "_I WILL KILL YOU! YOU WILL DIE!_"

Starscream only grinned. When Lily was close enough he swung his claw again. This time she ducked and avoided each of his attempts to slash her, and he avoided her attempts to stab him. Eventually he grabbed her by her neck, held her still and clawed at her abdomen again. He sneered at the sound of her choking gasps and grunts to get free. Then he kicked her back again and watched her tumble across the mine. "Pathetic, little Autobot," he jeered while glaring at her where she laid. "This is the almighty warrior that will overcome all evil foretold in the prophecy? Disgraceful, a poor excuse of an Autobot. You'd leave your dead parents disappointed in you. Were they as weak as you are now? I'll bet they were. No wonder they were so easy to kill."

Lily growled and spat Energon from her mouth. Enraged tears poured from her eyes as she got to her hands and knees, ignoring the pain in her chest and stomach. "You...just keep on talking...Every word you say...will only bring you one step closer to your demise!"

Starscream laughed. "You can barely make a single scratch on me! What makes you think you can kill me now?"

"I _WILL_!...You killed my mama...mercilessly...I watched the entire thing...you..._slaughtered_ her..." Images of that dreadful night began to flood her mind. "You..._butchered_ her...You demanded her of information she didn't possess...by order of your leader...to kill any witnesses..."

"About that, Lily," Megatron interrupted. "I'm afraid I never made such an order."

The air in the mine seemed thicker. The Autobots' optics widened in shock as they looked to Lily.

The child Autobot hung her helm, not moving a single circuit in her body. "N-No...s-such...order...N-No...such..." Everything that happened that night flooded back to her, echoes of various voices: her own, Megatron, Starscream, Optimus, her mother. Everything was in a rush. Everything she had heard that night, she thought was true. But to discover it was a lie...to discover that her mother didn't have a reason to die...to discover Starscream murdered her needlessly...

"**_NO SUCH ORDER?!_**"

To be continued...


	5. Broken, 3

"**Broken—A Transformers Prime Fan Fiction"**

**Summary: The day Lily has been waiting for finally arrives as she goes up against her mother's murderer.**

**WARNING: language**

* * *

Chapter 9, part 3

Everyone was thrown against the walls from the amount of power Lily had given off. A blinding light filled the mine. The sound of static charging and popping echoed throughout the cavern. Through the light, Optimus Prime could see Lily was shielded by a dome. An all-too-familiar dome. He gasped, and for the first time in what seemed like forever, he felt afraid. It was happening again. All over again.

Megatron and Starscream had also remembered the peculiar dome of energy, the dome that extracted the sparks of hundreds of Decepticons. Though they knew the current owner of the small, yet powerful body shared no similarities with its previous owner, they were all still surprised that Lily possessed the power as well. The Warlord was curious to see what would happen if Lily discovered the truth; but now he regretted it.

Her spark pounded uncontrollably in its chamber. Her rage fueled the energy of the dome, and it grew inch by inch, and the thought of her mother dying needlessly fueled her rage. No such order had been made. Her mother's death was not only needless, but also pointless. It didn't have to happen. Everything she thought was true had been a Decepticon trick. That fact only infuriated her even further. Unable to contain it any longer, she threw her helm back, gripping it, letting out a blood-curdling, sorrowful howl.

"_RRRRAAAAAAAAAAAAAAAAAAAAAAAAAAAAUUUUUUUUGHHHH!_"

That painful yell fueled the energy of the spark-extracting dome, drawing it nearer and nearer to the Autobots and Decepticons. Stinging tears of rage and pain poured from her eyes, dripping off her chin and onto the dirt below her, only to evaporate from the intense power swirling around her. When she spoke, the others were able to hear her. But when they tried to, their voices were drowned out by the sound of swirling energy.

"WHY?! WHY DID YOU DO IT?! IF NO FUCKING ORDER WAS GIVEN THEN WHY DID YOU KILL HER?! JUST BECAUSE YOU WANTED TO SEE WHAT WOULD HAPPEN?! BECAUSE YOU WONDERED WHAT TAKING AN INNOCENT LIFE FELT LIKE?! BECAUSE YOU HAD HOPED TO RUIN SOMEONE'S LIFE BY TAKING ANOTHER?! YOU HAVE RUINED MY LIFE BECAUSE OF WHAT YOU'VE DONE, STARSCREAM! ALL MY LIFE I'VE BEEN PLAGUED BY NIGHTMARES, WONDERING WHO DID IT AND WHY! AND TO DISCOVER IT WAS YOU, AND THAT THERE REALLY WAS NO GOOD REASON WHY...! I'LL NEVER FORGIVE YOU FOR IT! YOU HEAR ME?! _I'LL __**NEVER**__ FORGIVE!_"

With another painful cry, the dome charged up and expanded further out towards Prime and his team, and towards Megatron and Starscream. She had no idea how she knew what kind of damage this dome did, nor did she care how. She would use that energy to extract the spark of her mother's murderer—and everyone else in the cavern. While they were all afraid of her, only the Autobots were also afraid for her.

"Optimus!" cried Cliffjumper. "We've got to calm her down! Her systems will overcharge and who knows what will happen afterwards!"

"You've got to stop this!" shouted Arcee. Optimus looked at them with an expression that said 'Why me?'. "You are her father! She'll only listen to you!"

As much as he feared to do so, the others were right. He had to be the one to calm Lily down. He was her father and she was his daughter, whether adopted or not. Taking slow steps towards her. He spoke calmly, hoping she'd hear him. "L-Lily...can you hear me? If so, you need to calm down. Please!" The look on Lily's face was nightmarish. Never had he seen so much hatred and enmity in someone so small. He paid no mind to the fact Lily possessed a power Amira once controlled. He just wanted to make sure his daughter wouldn't harm herself, nor those around her. "I understand! You are upset about all that you've learned today! And you wish to avenge your mother's needless demise. But can you not see the danger you have put us all in, including yourself?! You must stop this, or you will kill us all, and I cannot bear to think of what will happen to you after that! Please, Lily, j-just calm down!" He felt pain pierce his spark at the thought of losing another daughter, and not being there at her death, if Lily were to die afterwards. But Optimus knew there were worse things than death if such incredible, uncontrollable power was exerted over the limits, and that scared him beyond belief. "Please, Lily! STOP THIS!"

Though he didn't know it, Lily heard him. Every word, despite his quiet tone at first. She could feel his fear through the shard of his spark fused with hers. Her emotions were out of control. She was angry, sorrowful, confused. What could she be doing that frightened her adopted father so much?

"_Broken."_

Out of nowhere she felt a splitting pain in her helm, grabbed it and screamed. Optimus backed up a little, concerned of what was wrong this time. Lily felt dizzy, everything seemed like it was spinning around her. The throb was overwhelming. But something told her to draw within herself. She didn't know what that meant. But by that point, she had suddenly slipped deep into her sub-conscious, and everything around her became silent and went black.

"Lily!" Optimus cried. He could see she appeared relaxed, remaining on her knees and pressing her hands into the dirt, almost like a sleep-mode, and it worried him. If she was unconscious, her body would topple over and the spark-extracting dome would dissipate. But the dome was still there. However, it didn't continue to grow.

What in the name of Primus was going on?

Lily awoke to coldness and blackness, laying on what felt like dry ice. Startled, she quickly sat up and hugged herself as she looked around. Her fingers felt goose bumps. And hair. She was human. And naked. Why? Frantically looking around, she got to her feet, hugging herself tightly. She could see nothing but black in every direction. Everything was cold. There were no sounds at all in the black void. The last she remembered was the pain in her head and feeling dizzy. Did something pull her deep within her own mind? She didn't know, and it frightened her. She was alone in the blackness that was her sub-conscious. She longed for her Mama, but she knew she wouldn't come. She longed for her Papa, but she knew he wouldn't come either. But there was someone she knew who could. "Father? Father, where are you?!" When she cried out to Optimus Prime, she couldn't hear the sound of her own voice.

Optimus was surprised to hear Lily call out to him. Did she not know where she was? He was right there. He wanted to jump through the dome and hug her tightly, but he knew the slightest contact would have his spark immediately extinguished. It saddened and angered him that he couldn't be there to comfort her. That is what a father does, and the dome was blocking his way. He wouldn't let anything hurt her. Not even herself. But why was she calling to him?

Lily fell to her knees, shaking in fear and from the cold. Why was it so cold, wherever she was? And why was it so dark? Why couldn't she hear herself? Why was this happening? Lily felt tears build up in her eyes, hung her head and cried.

_My, you really are broken, aren't you?_

Lily gasped and looked around her. She recognized that voice. Suddenly, half of the dark void lit up in white light, and she turned around, gasping once more and widening her eyes. There before her was a black mass, taking a peculiar, yet familiar shape. Its eyes and lip line were white, and if Lily were to stand up, they would be the same height.

"Who are you?" Lily asked. Optimus blinked and knelt down. Now she was talking to someone?

_Who I am is unimportant_, said the Shadow. _But what is important is that the others do not learn of my existence, so speak with your mind and not with your mouth._

"_Where am I?" _Lily thought, and her voice echoed throughout the blackness.

_Your mind._

"_How can this place be my mind? It's so cold and dark."_

_Because that is what you are. Because of your rage and uncontrollability, and lack of care of those around you, your sub-conscious is, as the natives of this planet say, a cold day in Hell._

"_I do care for those around me!"_ Lily exclaimed in thought, a distraught look on her face.

_Apparently not. The energy you are giving off will extract every spark within its radius. Including Optimus Prime's and the Autobots'. Not just Starscream's. _

"_I can't help being so upset! I just found out my mother died for no good reason!"_

_Does that give you the right to jeopardize the lives of those you love? But extracting their sparks isn't the least of it. Darker things will happen if you cease to gain and maintain control of yourself._

"_W-What do you mean?"_ Lily wore a worried look on her face.

_You are undergoing a process. A transformation. The same one Megatronus went through when he became a Decepticon, and changed his name to Megatron. Rage and enmity fuels it. And those emotions are what you currently possess out there. It not only poisoned his spark and changed his eye color...it changed his appearance as well._

"_What are you saying?!"_

_I am saying, if you continue on with this tantrum of yours, you will end up looking like this. _The Shadow turned and an image appeared. Lily gasped, utterly mortified and sick to her stomach. _First your spark will be plagued with lack of mercy and carelessness. Then, your optics will turn red. And then you will change physically. I know this is what you will become because I reside in here as much as I do in the universe._

"NO! I won't turn into that!" Lily cried, gripping her head. Then she suddenly fell onto her side, slowly and shakily getting back up.

"Lily!" Optimus shouted.

Lily was kicked onto her side by the Shadow.

_I TOLD YOU TO SPEAK ONLY WITH YOUR MIND! _The Shadow roared.

Lily cowered as she slowly got onto her hands and knees. _"W-Why are you showing me this? I don't want to see it anymore...Make it go away!"_

_Not until you've learned._

"_Learned what?!"_

_That the thirst for revenge will only create more damage. Why do you think the Prime chose not to avenge his first child? If you push yourself any further, you will become the hideous monster you see right now. You will become the thing you hate most._

"_No! No, no! I don't want to! Make it go away! Please, make it go away!"_

_You will have to hide. Nowhere to go, nowhere to stay. You'd be hunted for the rest of your days. You'd have no love. No kindness. You would have nothing except your unforgiving heart and merciless acts. You would forever, and truly, be alone._

Images appeared all around her. Distant, dark memories and happy ones. They swirled around her and played over and over again. Even with her eyes closed she could still see them. She could hear the sound of her mother screaming, flesh being torn and bones being broken. Explosions rang in her ears, blood dribbled onto the floor. She saw Optimus and the Autobots, she heard their voices. They sounded so happy, and then they would sound angry or sad or frightened. She watched the replay of her papa's demise and whimpered. Everything circled around her, becoming louder and louder, closer and closer. Then came the replay of her mother's death. Only instead of a black mass, Starscream took its place.

Lily wailed at the top of her lungs, gripping her head. Optimus felt powerless. He desperately wanted to be there for her but he couldn't. He feared for Lily's life, and was rather curious about whatever she was currently enduring. But he was also afraid.

He felt his Autobots kneel beside him, sticking close to him, letting him know they were there for him. As much as he appreciated their concern for him, he didn't need it at that moment. He just wanted to hold his daughter in his arms.

Lily pressed her head to the floor and sobbed, her fingers gripping her hair while her body trembled. Her cries echoed throughout the blackness. Her heart cramped and she felt sick to her stomach. So much pain. Why did she deserve this kind of suffering? What had she done wrong? What had any of her family done wrong?

Lily suddenly felt herself being gently lifted up. Through teary eyes, she could see the Shadow cradling her. The Shadow felt surprisingly warm.

_Such a poor, broken thing, you are, _the Shadow spoke gently. _Haunted by demons, enduring so much pain and loneliness. What have you done wrong to deserve such sorrow and tragedy? I can tell you this, Lily...It was nothing you have done wrong, nor your family. It was merely fate. As Optimus told you, you and your family were a part of an ancient Cybertronian prophecy. As tragic and unfair as it seems, your parents were meant to be killed, and you were meant to live. You were meant to possess this body. Everything that has happened, has happened for a reason. But every decision you make, even the simplest of ones, can cause damage in great ways. You must be careful. You wield incredible abilities, you contain an excessive amount of power. I know too well._

"_Who are you?"_ Lily asked with thought.

_I told you, I am unimportant to you at this point in time._

"_Tell me your name..."_

_I cannot say. Do not ask again._

"_...I wanna wake up..."_

_One last thing. _The Shadow then faded away.

A blinding light filled the rest of the blackness until Lily was bathed in white. She allowed her eyes to adjust to the light before gasping. What stood above her made tears pour from her eyes. Her wet, green eyes met warm, brown eyes. She knew those eyes.

"_Mama..."_

A woman in a white dress knelt down in front of her and gently pulled her into her arms. Lily could feel the warmness of her hands, she could hear her heartbeat. "Oh, my precious little Lily," said the mother, cradling her. "So broken and hurt inside, when you needn't be." Lily looked up at her with teary eyes. Mrs. McElroy chuckled in a motherly way and wiped them away with her thumb. "Do you remember what you told your father? What Mr. Optimus Prime told you? I may not be with you physically, but I am always with you in here," she tapped Lily's forehead, and then her chest, "and always in here. Now I understand you are rather upset over what you learned, but you are venting it out in all the wrong ways."

"_But, Mama, you didn't have to die!"_ Lily wept.

"I did, Lily, I did. If I hadn't, then none of this would have happened. If I had not died, you would not be alive."

"_I...I don't understand..."_

Mrs. McElroy smiled and kissed her cheek. "You will one day, my dear." They hugged each other tightly as Lily continued to cry. "Oh, my Lily...never feel alone. You do have those out there wanting to comfort you, wanting to help drive your pain away. If you let them. And I am always with you. No matter where I am, I will always love you. Now...please, when you wake up, calm down." The mother began to fade away. Lily frantically reached for her, longing for more of her warmth and love. That's when she realized that everything was beginning to fade away. Lily's head began to hurt again, everything felt like it was swirling around her, she felt dizzy, and everything went black.

The dome flickered and sparked before slowly fading away. The light it gave off dimmed, the sound it roared softened. The Autobots and two Decepticons watched as the spark-extracting dome powered down and dissipated, revealing the trembling Autobot child.

Lily slowly raised her head, revealing her tear-stained face. She took slow, deep breath, letting out a whimper when she exhaled. Her body ached, her head throbbed, her spark pounded powerfully in its chamber. She felt her reserve brewing in her tanks, threatening to make her purge. Lily shakily sat up, sitting on her knees while still hunched over, pressing her hands into the dirt. She was back at the mine, back with the Autobots and the Decepticons.

Something laying on the ground not too far away from her caught her attention. It was a photograph. A photograph of a beautiful young woman with warm, brown eyes, holding a cheerful baby. She knew those eyes. She suddenly longed for that woman's arms around her body, she longed for her warmth, to hear her heartbeat again. But she knew she never could, only in her dreams. But dreams weren't enough. She felt scared and hurt, she wanted someone to hold her close. She felt like a lost 7-year-old child. Her face cringed before she grabbed her helm, threw her head back and wailed at the top of her lungs. Then she pressed her forehead to the dirt and sobbed uncontrollably.

That was his cue. Optimus raced over to her, knelt beside her and pulled her into his lap, pressing her against his spark. "There, there, Lily. It's alright now. It's going to be alright." His spark broke at the sound Lily's crying. He felt her clinging to him tightly, felt her tears run down his body. He knew what kind of pain she was feeling. He knew all too well. He held her close like a father would hold his child, after said child had been lost or had awoken from a nightmare. He felt like a father once again.

"What a broken thing she is," Starscream dared to utter.

"Can it, Scream! She's like this because of you!" exclaimed Cliffjumper.

"Well, I do believe fate had something to do with it, as well."

"I said, can it!"

"Cliffjumper, stand down," Optimus ordered, and Cliffjumper reluctantly obeyed. Lily's sobs became uneven breaths and he cradled her as he stood up, glaring at the two Decepticons among their presence. He activated his COM-link to the base. "Ratchet, we are ready for a bridge. We are done here."

In seconds, a bridge opened. The Autobots stepped in one by one, Optimus was the last to enter. He made sure neither Megatron nor Starscream would try to attack before stepping through.

It seemed like it was over.

The second Optimus entered the base, Lily transformed her servo into a blaster, firing at the controls. While everyone was distracted by the blast, Lily broke free from Prime's hold, and ran back through the portal just as it flickered to a close.

"What the-?!" Bulkhead gasped.

"Ratchet," Optimus exclaimed, "what's happened?!"

"Lily's shot the controls. I can't reopen the ground-bridge," the medic explained. "But the coordinates are still locked in."

"Give me those coordinates," Optimus demanded. Once Ratchet gave them to him, he transformed and sped out of the base through the secret tunnel.

"_What's he going to do?"_ asked Bumblebee.

"Isn't it obvious?" said Ratchet. "He's going to try and stop Lily from doing anything drastic."

* * *

Just as Megatron and Starscream were about to step through their own bridge and return to the Nemesis, a second portal reopened. They turned around and saw the Autobot child leap through it, landing powerfully with a heavy thud on the ground. The bridge closed behind her as she stood up straight, glaring at them both. They saw a different look in her eyes that made them mentally withdraw, but they stood their ground.

Starscream chuckled and braved a step forward. "Oh, what are you going to do now, you broken wind-up toy? Collapse and cry for your precious Mama?"

"No." Lily transformed her servo into her weapons, narrowing her optics with sheer enmity while her blaster charged up. "I'm going to kill you."

to be continued...


	6. Broken, 4

"**Broken—A Transformers Prime Fan Fiction"**

**Summary: The day Lily has been waiting for finally arrives as she goes up against her mother's murderer.**

* * *

Chapter 9, part 4

"Why in the world would she do that?" asked Bulkhead, pacing around the base. "Destroy the controls and go back?"

"Because she wants revenge?" Arcee said and Bumblebee bleeped in agreement. "Can't think of a better reason than that."

"And as for the controls," said Ratchet as he repaired the switches to the ground-bridge, "she damaged them so none of us could go after her. At least not the easy way."

"Why?" asked Cliffjumper.

"Because Lily doesn't want us getting in the way, or try to stop her from what she's about to do."

"Dismantle Starscream," said Arcee.

"Indeed," Ratchet nodded. "And I am sure she wouldn't want us to witness such an act as well. But we can only hope that Optimus gets to her before she does anything drastic."

Out on the road, speeding around every other rock, Optimus drove through the desert, following the coordinates Ratchet provided. When he was close enough, he got off the road and drove across the sand. _Primus, please, let me get there in time_, Optimus prayed. He did not want anything to happen to his daughter, nor did he want her to do something that couldn't be undone.

* * *

Lily stood there, glaring deeply at the Decepticons before her. While they glared back at her, she wasn't unfazed by Megatron's snarling, nor of Starscream's flashing optics. She slightly smirked as she remembered when she shattered one of his optics...the day she discovered who killed her mother. Her faint smile fell and she pointed her blade to where Starscream stood. "You will pay for what you've done, Starscream! And your spark completely shattered in my hands will do just fine."

"You talk tough, child," Starscream laughed, "but your skills aren't as good as your mouth. Besides, I doubt your wounds will do you any good now. You may have defeated my master in the mines, but only out of sheer luck. And I assure you, little girl, you will not succeed this time." He extended his fingers to claws and sneered.

Lily remained unfazed. "You can run your mouth all you like. As I said before: every word you speak will bring you one step closer to your demise!" She then fired her blaster. Starscream narrowly avoided it. He snarled and prepared to fire his missiles—only to see his target has vanished.

"Where did she go?" he exclaimed. "Megatron?!"

"She just disappeared...into thin air," the Warlord said in equal surprise.

"But how?! That is imposs—AAH!" Starscream felt a sharp jab in his abdomen and went flying backwards into the wall. He checked himself to find no wounds, only dents. Then he felt massive blows strike his leg, stomach, arms, chest and face. Something he couldn't see was fighting him. Desperately, he clawed at whatever was attacking him. He heard a faint yelp of pain above him and kicked. He struck something and heard it collide with the cavern floor far in front of him. Then he saw the Autobot girl flicker into view.

Starscream stood up, hunching over. "You poor, pathetic thing," he mocked. "If you wanted to kill me so badly, you already would have. Mind telling me why?"

Lily slowly stood up, and Starscream noticed her blade was dripping with Energon. Confused, he looked down at his abdomen to find it slashed. Utterly surprised, he exclaimed and backed up. "But...but how...?"

"You have no idea how badly I want your blood on my hands," Lily spoke in a dark tone, a tone no one ever expected a young child to speak. "I really do." She lunged towards Starscream at astonishing speed, ramming her fist into his wound. "And I know I've promised myself that once I found the monster who slaughtered my mother I'd make him suffer the way she did. However, her death was rather quick, but not painless. For you," Lily grabbed Starscream's neck and pressed him against the cave wall, "I'm going to make your demise nice...painful...and slow."

"Y-You are a mere child..." Starscream croaked. "How could you thirst for blood at such a young age?! It isn't natural!"

"YOU aren't natural!" Lily roared and flung him across the cavern. She raced across the chamber underneath him. "Because of you, I lost my mother!" When he was close enough, she swung her leg up, and he flew in the opposite direction. Lily followed, ran underneath him and stopped. "Because of you, I've suffered nightmares!" She swung her fist, ramming Starscream into the floor.

"P-Please—" Starscream didn't have time to get the word completely out by the time Lily kicked him in the side, sending him tumbling across the ground, landing against the wall, laying limp.

"Because of you, I want Energon on my hands! YOUR Energon!" Lily yelled as she approached Starscream's battered body. "You've started all of this because of what you did over 5 years ago...You needlessly murdered my mother, and I don't care if fate had anything to do with it or not! I've been haunted by nightmares of that night, pondering endlessly over who was the murderer, and why he did it. And now I know it's you, and that there was no reason to kill her...that only increases MY reasoning to kill you."

"N-No more..." Starscream whimpered.

Lily grabbed him by his throat and squeezed, keeping her eyes locked onto his. She could see the fear inside him. She didn't know why...but she enjoyed it. Megatron just stood there. He wasn't quite fond of Starscream either at times, and he had vowed to slay him himself one day. But he didn't know whether to assist him, or to just let the girl do her dirty work, and they'd both be satisfied.

He then heard heavy poundings coming from the cave entrance, and he watched the stones fall and roll across the floor. The opening was cleared and someone entered.

"Lily!"

Megatron glared a little as Optimus Prime raced into the cavern.

Lily heard her father calling her, but she didn't seem to care. She was close. So close. She could practically feel the life draining from her prey's body.

_Time and place..._

Lily slightly gasped, slowly absorbing what she had heard. She then angrily sighed after a moment, released Starscream's neck, backed up and prepared her blaster, charging it up. "Beg."

Starscream wearily looked up. "W-What?"

"You wanna live? Beg!" Lily ordered quickly, gritting her dental plates.

Starscream didn't understand what was going on but didn't question anything and did as Lily commanded. He slumped forward on his hands and knees and began to beg. "P-Please...spare me...I beg of you..."

"I SAID BEG!" Lily shouted, charging up her blaster much faster now.

Starscream actually began to panic. "No! No, please! Don't kill me! I value my life! I do! Please, do not kill me!"

"NOT GOOD ENOUGH!" Lily pointed her fully-charged blaster directly at Starscream's head.

The Decepticons' 1st Lieutenant began to weep as he knelt at Lily's feet. "PLEASE SPARE ME! I DO NOT WISH TO DIE! PLEASE, LET ME GO! I KNOW NOW WHAT I DID WAS WRONG AND IT CANNOT BE UNDONE! BUT PLEASE, DO NOT KILL ME!"

Lily glared hatefully for a moment, then she relaxed and withdrew her weapon. She stared disgusted at the Con kneeling before her. "Now who's pathetic?" She turned her head to Megatron, who held his hands up in defense. She gave Starscream one final glare before turning away and heading towards Optimus.

"Optimus," Ratchet said through the COM-link. "I have fixed the controls! Do you require a bridge?!"

"Affirmative," Optimus nodded, still baffled at what he had just witnessed, and in seconds a bridge appeared behind him.

Starscream lifted his head and sneered, angrily wiping away his tears. "Coward! You want to kill me so badly you would have ignored my begs and done away with me! You're weak, child! You've no real power! You are as helpless as your human parents were! If you're so powerful you'd finish it! Face me!"

"There's a time and place for revenge," Lily simply said. "Now is neither of them."

Optimus was surprised at what she said, and also proud. As she limply passed him, he rested a hand on her shoulder, but she brushed it off and stepped through the bridge. He sighed before turning towards Megatron and his second-in-command, then followed his daughter into their base. When he entered, he found Ratchet kneeling on the floor with Lily in front of him. "Lily!" he exclaimed and went to her. "What happened?!"

"She just collapsed," Cliffjumper said, "right before you walked in."

"She's gone into automatic power-down mode," said Ratchet as he scanned her wounded body. "That only happens when too much Energon has been lost, or an excessive amount of energy has been used up. While she's unconscious, I'll get to work."

"Work on what?" asked Arcee.

Ratchet stood up with Lily in his arms. "Lily currently possesses an excessive amount of power. And while she's in power-down, I tend to...remove some of her abilities."

"_Like what?"_ asked Bumblebee.

"Well, her force-field will need to go. It not only protects her but also uses up her energy. She'll still run, just not as fast. And a few other things. It shouldn't take very long."

"She'll be alright?" Optimus asked.

Ratchet couldn't help but laugh when he heard the fatherly tone in his voice. "She will, Optimus. Now if you'll all excuse me..." Ratchet headed off into his lab, and the others watched him go.

* * *

Starscream limped out of the sickbay, hugging his stomach as he entered the main hangar, where Megatron gazed out the window and into deep space. "I must say," said the Con leader, "the child does have potential. Enough of it to take the both of us on, and make it out alive." Starscream chuckled, unable to decide whether that was a compliment or an insult on his failure of terminating Lily. "However, it is nearly pointless to handle it any further on our own. The prophecy has been fulfilled. Lily is alive and has triumphed on this day."

"And...what do we tend to do about it?"

"It is clear that with Lily, the Autobots have an advantage, but our primary goal has not vanished. We will terminate all Autobots on planet Earth, including Prime and his pet. Starscream, you will be in charge during my absence." Then Megatron headed out of the hangar and onto the flight deck.

Starscream followed. "In your absence? But, where are you going?"

"To search the cosmos in search of anything that will aid us in this war against the Autobots, and I will not return until I find something. I trust you will keep things in order?"

"O-Of course, my liege," Starscream said, bowing his head.

Megatron slightly glared, transformed into his jet mode and soared through the blackness of space. Starscream watched him leave, a huge grin on his face. At last, the Decepticons were under his control.

* * *

Lily didn't speak to anyone when she had awoken. She only listened to what Ratchet had to say then disappeared into her private quarters. She's been there ever since.

Optimus went to check on her a little later that day. He found her facing away from the door, holding something in her hand. He slowly entered, heading for her bedside and discovered what she held was the photograph of her mother and her as a human infant. Optimus sighed mentally; they looked so happy. It saddened him that that happiness was taken away from her.

"I wanted to do it," Lily finally said after a long silence. "I really wanted to."

"And why didn't you?" he asked.

Lily sighed before answering, "Because I remembered what you told me about revenge."

Optimus smiled and rested a hand on her shoulder; this time she didn't pull away. "I understand you are not happy with your decision, but you are strong for choosing not to terminate Starscream. And for that, I am proud of you, Lily."

Lily slightly hung her head, glaring at her feet. "I will never forget...and I will never forgive..." She then glanced at the photograph. Her mother smiled at her. She missed that smile. Then Lily suddenly thought, would her mother still be smiling down upon her if she had killed Starscream? That thought left a funny feeling in her stomach.

Optimus suddenly heard her chuckle and watched her set down the photograph and straighten up. "But I think I'll have my revenge another time. There are more important things going on than some vendetta." Lily slid off her berth and faced him. "I'm sorry for not realizing that earlier, Father."

Optimus sighed with a smile; he admired the fact she could keep a straight face and conceal the pain. However, she couldn't hide it forever, and he knew that. He placed a hand on her helm and let it run down the side of her face. "If there is one thing I admire about you, Lily, it's your strength; both physical and mental. After all you have been through, you still stand tall."

Lily scoffed and turned away. "I'm not strong," she admitted. "I'm...broken."

"You are not broken, Lily."

"I nearly killed you today."

"You were just upset. It wasn't your fault."

"Yes it is."

"Well, I know for a fact it won't happen again when you get angry. We have Ratchet to thank for that. And Lily," Optimus said comfortingly, resting both hands on her shoulders, "do not let yourself suffer in grief over the loss of your family. They wouldn't want you to hold onto the past, no matter how much it hurts to let go. They would want you to move on. There is no way to change the past, but they wouldn't want that to stop you."

Lily's eyes were widened as tears threatened to pour over; those words replayed over and over in her mind, but it was her young voice speaking it, and she could see a friendly, grown-up face with a quivering smile. _"You are wise beyond your years, Lil..."_

She turned towards Optimus, her shoulders bobbing up and down. Lily then looked up, revealing her tear-stained, pain-stricken face, and held her arms up, squeaking the word, "Papa...!"

Optimus blinked a little before suddenly lifting Lily into his arms and holding her close, listening to her cry. He understood her pain; she missed her family, just as he missed his own, the one he lost on Cybertron. He also tried to conceal his emotions; and while he was good at keeping them in check, it didn't mean he didn't express them. There were several things his Autobots didn't know about him, some he wish he could share. It often spooked him at how he and the formerly human girl were so much alike.

Prime stayed with Lily until she fell asleep in his arms. He gently laid her in a comfortable position, kissed her helm and quietly left.

Lily suddenly awoke to a bright light, and something warm beat down onto her body. She sat up and realized she was laying on some sort of cloud, and she appeared human again. The air around her was nice and warm, and the cloud was wispy and soft. It felt peaceful.

She felt a presence behind her and saw a white mass take a familiar shape, much like the Shadow. Only this time, the eyes and lip line were black. _"Hello again," _she thought, her voice echoing.

_You remembered to speak with your mind,_ said the Light. _You are already improving._

"_Where am I now?"_

_Your mind. _Lily was surprised. Earlier her mind was cold and dark. _After you showed Starscream mercy and postponed your vendetta, your mind became less dark and much more the way it should be. The way a 7-year-old child's mind should be. I, and both of your families, am also proud of your decision. I know it wasn't easy. I also have made challenging decisions._

"_Like what?"_

_You'll learn someday. But for now...this is the last you will ever see of me._

"_When will I see you again?"_

_When the time is right, I will come to you again. And then, I will reveal who I truly am. Until that day...enjoy your new life, with your new family. _The Light appeared to smile.

Lily suddenly felt overwhelmed with sleep and laid back down against the cloud as everything faded.

Lily suddenly opened her eyes to blackness. She sat up and looked around, using her optics as her light. The entire base was eerily quiet; suddenly, she felt like a scared little human girl. She whimpered, hugged herself, then slowly slid out of bed, letting her feet touch the floor. Using the lights of her eyes as her guide, she made her way down the hall and passed the other Autobots' quarters.

She stopped by Optimus Prime's.

Quietly, she peered inside to find him sleeping soundly, resting one hand on his stomach and the other hung over the edge of his berth. His mouth was slightly ajar and he breathed slowly and softly. His head was tilted a bit to the left, and his chest rose and fell with each breath he took. Quiet as a mouse, she tip-toed inside and headed to his bedside. She seemed a bit shy, or nervous, even embarrassed, about what she intended to do. Slowly, she let her hand touch Prime's hand that sat on his stomach.

She didn't see his other hand scoop her up. A bit surprised, she felt herself being lifted and placed on the berth beside Prime. He still appeared to be asleep, but she smiled and laid down next to him, letting his arm settle around her. It was almost as if he knew what she had come in to ask for.

She was surprised to hear him humming. He was humming a lullaby to her. She listened closely to what he hummed and smiled as she closed her eyes, once again drifting off, letting Optimus's soothing voice lull her to sleep.

When he finished, Optimus smiled and slowly began to drift off when he felt Lily touch his hand on his stomach. "I'll always remember," he heard her whisper. Optimus opened his eyes, fairly surprised at what she said.

How is it possible that she knew the words to the song?

**END. **


End file.
